10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2023

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                           to                          

Commission file number: 001-13122

(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation or organization)	95-1142616 (I.R.S. Employer Identification No.)

16100 N. 71st Street, Suite 400

Scottsdale, Arizona 85254

(Address of principal executive offices, including zip code)

(480) 564-5700

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value	RS	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  ☒  No  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes  ☒  No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒	Accelerated filer ☐
Non-accelerated filer ☐	Smaller reporting company ☐
	Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 28, 2023, there were 58,793,188 shares of the registrant’s common stock, $0.001 par value, outstanding.

RELIANCE STEEL & ALUMINUM CO.

TABLE OF CONTENTS

PART I — FINANCIAL INFORMATION
	Item 1.	Financial Statements	1
		Unaudited Consolidated Balance Sheets	1
		Unaudited Consolidated Statements of Income	2
		Unaudited Consolidated Statements of Comprehensive Income	3
		Unaudited Consolidated Statements of Equity	4
		Unaudited Consolidated Statements of Cash Flows	5
		Notes to Unaudited Consolidated Financial Statements	6
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	14
	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	21
	Item 4.	Controls and Procedures	21
PART II — OTHER INFORMATION
	Item 1.	Legal Proceedings	21
	Item 1A.	Risk Factors	21
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	21
	Item 3.	Defaults Upon Senior Securities	22
	Item 4.	Mine Safety Disclosures	22
	Item 5.	Other Information	22
	Item 6.	Exhibits	23
SIGNATURE			24

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

RELIANCE STEEL & ALUMINUM CO.

UNAUDITED CONSOLIDATED BALANCE SHEETS

(in millions, except number of shares which are reflected in thousands and par value)

	March 31,		December 31,
	2023		2022*
ASSETS
Current assets:
Cash and cash equivalents	$	816.2	$	1,173.4
Accounts receivable, less allowance for credit losses of $28.7 at March 31, 2023 and $26.1 at December 31, 2022		1,800.3		1,565.7
Inventories		1,981.4		1,995.3
Prepaid expenses and other current assets		114.2		115.6
Income taxes receivable		—		36.6
Total current assets		4,712.1		4,886.6
Property, plant and equipment:
Land		263.3		262.7
Buildings		1,381.0		1,359.3
Machinery and equipment		2,507.9		2,446.9
Accumulated depreciation		(2,127.4)		(2,094.3)
Property, plant and equipment, net		2,024.8		1,974.6
Operating lease right-of-use assets		217.3		216.4
Goodwill		2,106.1		2,105.9
Intangible assets, net		1,008.0		1,019.6
Cash surrender value of life insurance policies, net		37.6		42.0
Other assets		97.3		84.8
Total assets	$	10,203.2	$	10,329.9
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	545.0	$	412.4
Accrued expenses		113.7		118.8
Accrued compensation and retirement benefits		143.7		240.0
Accrued insurance costs		45.2		43.4
Current maturities of long-term debt and short-term borrowings		8.2		508.2
Current maturities of operating lease liabilities		53.2		52.5
Income taxes payable		66.4		—
Total current liabilities		975.4		1,375.3
Long-term debt		1,140.2		1,139.4
Operating lease liabilities		165.5		165.2
Long-term retirement benefits		29.6		26.1
Other long-term liabilities		61.9		51.4
Deferred income taxes		476.2		476.6
Commitments and contingencies
Equity:
Preferred stock, $0.001 par value: 5,000 shares authorized; none issued or outstanding		—		—
Common stock and additional paid-in capital, $0.001 par value and 200,000 shares authorized
Issued and outstanding shares—58,840 at March 31, 2023 and 58,787 at December 31, 2022		0.1		0.1
Retained earnings		7,432.1		7,173.6
Accumulated other comprehensive loss		(86.5)		(86.3)
Total Reliance stockholders’ equity		7,345.7		7,087.4
Noncontrolling interests		8.7		8.5
Total equity		7,354.4		7,095.9
Total liabilities and equity	$	10,203.2	$	10,329.9

* Amounts derived from audited financial statements.

See accompanying notes to unaudited consolidated financial statements.

1

RELIANCE STEEL & ALUMINUM CO.

UNAUDITED CONSOLIDATED STATEMENTS OF INCOME

(in millions, except number of shares which are reflected in thousands and per share amounts)

	Three Months Ended March 31,
	2023		2022
Net sales	$	3,965.3	$	4,485.8
Costs and expenses:
Cost of sales (exclusive of depreciation and amortization shown below)		2,739.3		3,098.7
Warehouse, delivery, selling, general and administrative (“SG&A”)		651.3		611.9
Depreciation and amortization		61.1		59.1
		3,451.7		3,769.7
Operating income		513.6		716.1
Other (income) expense:
Interest expense		10.9		15.6
Other (income) expense, net		(5.8)		3.3
Income before income taxes		508.5		697.2
Income tax provision		124.1		172.6
Net income		384.4		524.6
Less: net income attributable to noncontrolling interests		1.3		1.3
Net income attributable to Reliance	$	383.1	$	523.3
Earnings per share attributable to Reliance stockholders:
Basic	$	6.51	$	8.46
Diluted	$	6.43	$	8.33
Shares used in computing earnings per share:
Basic		58,832		61,833
Diluted		59,534		62,784

See accompanying notes to unaudited consolidated financial statements.

2

RELIANCE STEEL & ALUMINUM CO.

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions)

	Three Months Ended March 31,
	2023		2022
Net income	$	384.4	$	524.6
Other comprehensive income (loss):
Foreign currency translation gain		0.6		0.7
Postretirement benefit plan adjustments, net of tax		(0.8)		(0.1)
Total other comprehensive (loss) income		(0.2)		0.6
Comprehensive income		384.2		525.2
Less: comprehensive income attributable to noncontrolling interests		1.3		1.3
Comprehensive income attributable to Reliance	$	382.9	$	523.9

See accompanying notes to unaudited consolidated financial statements.

3

RELIANCE STEEL & ALUMINUM CO.

UNAUDITED CONSOLIDATED STATEMENTS OF EQUITY

(in millions, except per share amounts)

	Three Months Ended March 31,
	2023		2022
Total equity, beginning balances	$	7,095.9	$	6,093.7
Common stock and additional paid-in capital:
Beginning balances		0.1		0.1
Stock-based compensation		13.5		11.8
Taxes paid related to net share settlement of restricted stock units		(37.2)		(17.1)
Repurchase of common shares		23.7		5.3
Ending balances		0.1		0.1
Retained earnings:
Beginning balances		7,173.6		6,155.3
Net income attributable to Reliance		383.1		523.3
Cash dividends and dividend equivalents		(62.0)		(56.7)
Repurchase of common shares		(62.6)		(22.4)
Ending balances		7,432.1		6,599.5
Accumulated other comprehensive loss:
Beginning balances		(86.3)		(68.9)
Other comprehensive (loss) income		(0.2)		0.6
Ending balances		(86.5)		(68.3)
Total Reliance stockholders' equity, ending balances		7,345.7		6,531.3
Noncontrolling interests:
Beginning balances		8.5		7.2
Comprehensive income		1.3		1.3
Dividends paid		(1.1)		(1.1)
Ending balances		8.7		7.4
Total equity, ending balances	$	7,354.4	$	6,538.7
Cash dividends declared per common share	$	1.00	$	0.875

See accompanying notes to unaudited consolidated financial statements.

4

RELIANCE STEEL & ALUMINUM CO.

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

	Three Months Ended March 31,
	2023		2022
Operating activities:
Net income	$	384.4	$	524.6
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense		61.1		59.1
Stock-based compensation expense		13.5		11.8
Other		(0.1)		8.0
Changes in operating assets and liabilities (excluding effect of businesses acquired):
Accounts receivable		(237.1)		(399.6)
Inventories		13.5		54.0
Prepaid expenses and other assets		50.0		19.5
Accounts payable and other liabilities		99.3		126.6
Net cash provided by operating activities		384.6		404.0
Investing activities:
Purchases of property, plant and equipment		(102.9)		(66.7)
Proceeds from sales of property, plant and equipment		8.3		8.2
Deferred compensation plan contributions, net		(7.4)		(7.5)
Other		(0.6)		2.7
Net cash used in investing activities		(102.6)		(63.3)
Financing activities:
Principal payment on long-term debt		(500.0)		—
Cash dividends and dividend equivalents		(62.0)		(56.7)
Share repurchases		(38.9)		(17.1)
Taxes paid related to net share settlement of restricted stock units		(37.2)		(17.1)
Other		(1.1)		(1.1)
Net cash used in financing activities		(639.2)		(92.0)
Effect of exchange rate changes on cash and cash equivalents		—		(1.2)
(Decrease) increase in cash and cash equivalents		(357.2)		247.5
Cash and cash equivalents at beginning of year		1,173.4		300.5
Cash and cash equivalents at end of the period	$	816.2	$	548.0
Supplemental cash flow information:
Interest paid during the period	$	14.4	$	9.6
Income taxes paid during the period, net	$	21.2	$	89.8

See accompanying notes to unaudited consolidated financial statements.

5

RELIANCE STEEL & ALUMINUM CO.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2023

Note 1. Summary of Significant Accounting Policies

Principles of Consolidation

The accompanying unaudited consolidated financial statements include the accounts of Reliance Steel & Aluminum Co. and its subsidiaries (collectively “Reliance”, the “Company”, “we”, “our” or “us”). These financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, the consolidated financial statements reflect all material adjustments, which are of a normal recurring nature, necessary for presentation of financial statements for interim periods in accordance with U.S. GAAP. Interim results are not necessarily indicative of the results for a full year. All significant intercompany accounts and transactions have been eliminated. The ownership of the other interest holders of consolidated subsidiaries is reflected as noncontrolling interests. Investments in unconsolidated subsidiaries are recorded under the equity method of accounting. These consolidated financial statements and accompanying notes should be read in conjunction with the consolidated financial statements and accompanying notes included in Reliance’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and the disclosure of contingent amounts in our consolidated financial statements and the accompanying notes. The Company bases its estimates on historical experience and on various other assumptions that the Company believes to be reasonable under the circumstances. Actual results could differ from those estimates.

Inventories

The majority of our inventory is valued using the last-in, first-out (“LIFO”) method, which is not in excess of market. Under this method, older costs are included in inventory, which may be higher or lower than current costs. We estimate the effect of LIFO on interim periods by allocating the projected year-end LIFO calculation to interim periods on a pro rata basis.  

Note 2. Revenues

The following table presents our net sales disaggregated by product and service:

	Three Months Ended March 31,
	2023		2022
	(in millions)
Carbon steel	$	2,128.5	$	2,547.5
Aluminum		670.2		692.8
Stainless steel		657.3		764.9
Alloy		191.4		183.7
Toll processing and logistics		155.4		135.1
Copper and brass		82.0		86.6
Other and eliminations		80.5		75.2
Total	$	3,965.3	$	4,485.8

6

Note 3. Goodwill

The change in the carrying amount of goodwill is as follows:

	(in millions)
Balance at January 1, 2023	$	2,105.9
Effect of foreign currency translation		0.2
Balance at March 31, 2023	$	2,106.1

We had no accumulated impairment losses related to goodwill at March 31, 2023 and December 31, 2022.

Note 4. Intangible Assets, net

Intangible assets, net consisted of the following:

		March 31, 2023				December 31, 2022
	Weighted Average	Gross				Gross
	Amortizable	Carrying		Accumulated		Carrying		Accumulated
	Life in Years	Amount		Amortization		Amount		Amortization
		(in millions)
Intangible assets subject to amortization:
Customer lists/relationships	14.2	$	713.8	$	(490.5)	$	713.6	$	(479.3)
Backlog of orders	7.9		22.3		(3.8)		22.3		(3.1)
Other	9.2		9.9		(9.5)		9.9		(9.5)
			746.0		(503.8)		745.8		(491.9)
Intangible assets not subject to amortization:
Trade names			765.8		—		765.7		—
		$	1,511.8	$	(503.8)	$	1,511.5	$	(491.9)

Amortization expense for intangible assets was $11.8 million and $12.2 million for the first quarters of 2023 and 2022, respectively. Foreign currency translation gains related to intangible assets, net were $0.2 million and $0.4 million for the first quarters of 2023 and 2022, respectively.

The following is a summary of estimated future amortization expense:

	(in millions)
2023 (remaining nine months)	$	31.8
2024		40.1
2025		35.9
2026		26.4
2027		25.8
Thereafter		82.2
	$	242.2

7

Note 5. Debt

Debt consisted of the following:

	March 31,		December 31,
	2023		2022
	(in millions)
Unsecured revolving credit facility maturing September 3, 2025	$	—	$	—
Senior unsecured notes, interest payable semi-annually at 4.50%, effective rate of 4.63%, redeemed on January 15, 2023		—		500.0
Senior unsecured notes, interest payable semi-annually at 1.30%, effective rate of 1.53%, maturing August 15, 2025		400.0		400.0
Senior unsecured notes, interest payable semi-annually at 2.15%, effective rate of 2.27%, maturing August 15, 2030		500.0		500.0
Senior unsecured notes, interest payable semi-annually at 6.85%, effective rate of 6.91%, maturing November 15, 2036		250.0		250.0
Other notes and revolving credit facilities		9.6		9.6
Total		1,159.6		1,659.6
Less: unamortized discount and debt issuance costs		(11.2)		(12.0)
Less: amounts due within one year and short-term borrowings		(8.2)		(508.2)
Total long-term debt	$	1,140.2	$	1,139.4

The weighted average interest rate on the Company’s outstanding borrowings as of March 31, 2023 and December 31, 2022 was 2.89% and 3.37%, respectively.

Unsecured Credit Facility

On September 3, 2020, we entered into a $1.5 billion unsecured five-year Amended and Restated Credit Agreement that amended and restated our then-existing $1.5 billion unsecured revolving credit facility. On January 12, 2023, the agreement was further amended to change the reference rate from LIBOR to SOFR (as amended, the “Credit Agreement”). As of March 31, 2023, borrowings under the Credit Agreement were available at variable rates based on SOFR plus 1.10% or the bank prime rate and we currently pay a commitment fee at an annual rate of 0.175% on the unused portion of the revolving credit facility. The applicable margins over SOFR and base rate borrowings, along with commitment fees, are subject to adjustment every quarter based on our leverage ratio, as defined in the Credit Agreement. All borrowings under the Credit Agreement may be prepaid without penalty.

As of March 31, 2023 and December 31, 2022, we had no outstanding borrowings on the revolving credit facility. As of March 31, 2023 and December 31, 2022, we had $7.7 million of letters of credit outstanding under the revolving credit facility.

Senior Unsecured Notes

On January 15, 2023, we redeemed in full the $500.0 million aggregate outstanding principal amount of our 4.50% senior notes due April 15, 2023 using cash on hand.

Under the indentures for each series of our senior notes (the “indentures”), the notes are senior unsecured obligations and rank equally in right of payment with all of our existing and future unsecured and unsubordinated obligations. If we experience a change in control accompanied by a downgrade in our credit rating, we will be required to make an offer to repurchase each series of the notes at a price equal to 101% of their principal amount plus accrued and unpaid interest.

Other Notes, Revolving Credit and Letter of Credit/Letters of Guarantee Facilities

A revolving credit facility with a credit limit of $7.9 million is in place for an operation in Asia with an outstanding balance of $2.2 million as of March 31, 2023 and December 31, 2022.

8

Various industrial revenue bonds had combined outstanding balances of $7.4 million as of March 31, 2023 and December 31, 2022 and have maturities through 2027.

A standby letters of credit/letters of guarantee agreement with one of the lenders under our Credit Agreement provides letters of credit and/or letters of guarantee in an amount not to exceed $50.0 million in the aggregate. As of March 31, 2023, a total of $19.5 million of letters of credit/guarantee were outstanding under this facility.

Covenants

The Credit Agreement and the indentures include customary representations, warranties, covenants and events of default provisions. The covenants under the Credit Agreement include, among other things, two financial maintenance covenants that require us to comply with a minimum interest coverage ratio and a maximum leverage ratio. We were in compliance with all financial maintenance covenants in our Credit Agreement at March 31, 2023.

Note 6.  Leases

Our metals service center leases are comprised of processing and distribution facilities, equipment, trucks and trailers, ground leases and other leased spaces, such as depots, sales offices, storage and data centers. We also lease various office spaces. Our leases of facilities and other spaces expire at various times through 2045 and our ground leases expire at various times through 2068. Nearly all of our leases are operating leases; we have recognized finance right-of-use assets and obligations of less than $1.0 million.

The following is a summary of our lease cost:

	Three Months Ended March 31,
	2023		2022
	(in millions)
Operating lease cost	$	23.6	$	23.0

Supplemental cash flow and balance sheet information is presented below:

	Three Months Ended March 31,
	2023		2022
	(in millions)
Supplemental cash flow information:
Cash payments for operating leases	$	23.5	$	21.8
Right-of-use assets obtained in exchange for operating lease obligations	$	15.6	$	7.1
	March 31,		December 31,
	2023		2022
Other lease information:
Weighted average remaining lease term—operating leases		6.5 years		6.6 years
Weighted average discount rate—operating leases		3.9%		3.8%

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Maturities of operating lease liabilities as of March 31, 2023 are as follows:

	(in millions)
2023 (remaining nine months)	$	46.3
2024		52.7
2025		39.9
2026		27.6
2027		19.6
Thereafter		68.5
Total operating lease payments		254.6
Less: imputed interest		(35.9)
Total operating lease liabilities	$	218.7

Note 7.  Income Taxes

Our effective income tax rates for the first quarters of 2023 and 2022 were 24.4% and 24.8%, respectively. The differences between our effective income tax rates and the U.S. federal statutory rate of 21.0% were mainly due to state income taxes and higher foreign income tax rates, partially offset by the effects of company-owned life insurance policies.

Note 8. Equity

Dividends

On April 25, 2023, our Board of Directors declared the 2023 second quarter cash dividend of $1.00 per share of common stock, payable on June 9, 2023 to stockholders of record as of May 26, 2023.

During the first quarters of 2023 and 2022, we declared and paid quarterly dividends of $1.00 and $0.875 per share, or $59.0 million and $54.2 million in total, respectively. In addition, we paid $3.0 million and $2.5 million in dividend equivalents with respect to vested restricted stock units during the first quarters of 2023 and 2022, respectively.

Stock-Based Compensation

We make annual grants of long-term incentive awards to officers and key employees under our Second Amended and Restated 2015 Incentive Award Plan in the forms of service-based restricted stock units (“RSUs”) and performance-based restricted stock units (“PSUs”) that each have approximately 3-year vesting periods. The PSUs include the right to receive a maximum payout of two shares of our common stock based on performance goals tied to achieving a 3-year return on assets result and include service criteria. We also grant the non-management members of our Board of Directors fully vested stock awards under our Directors Equity Plan. The fair values of the RSUs, PSUs and stock awards are determined based on the closing stock price of our common stock on the grant date.

In the first quarters of 2023 and 2022, we made payments of $37.2 million and $17.1 million, respectively, to tax authorities on our employees’ behalf for shares withheld related to net share settlement of vested restricted stock units.

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The following is a summary of changes in our unvested RSUs and PSUs during the first quarter of 2023:

		Weighted
		Average
	RSU and PSU	Grant Date
	Aggregate Units	Fair Value
Unvested at January 1, 2023	582,012	$	164.60
Granted(1)	193,812		247.90
Vested	(870)		152.93
Cancelled or forfeited	(2,002)		170.84
Unvested at March 31, 2023	772,952	$	185.48
Shares reserved for future grants (all plans)	1,457,448

(1) Comprised of 109,683 RSUs and 84,129 PSUs granted in February 2023. The service-based RSUs cliff vest on December 1, 2025 and the performance-based RSUs are subject to a 3-year performance period ending December 31, 2025.

As of March 31, 2023, there was $123.9 million of total unrecognized compensation cost related to unvested RSUs and PSUs in an aggregate amount of 772,952 units that are expected to be settled through the issuance of 993,124 shares of our common stock. The unrecognized compensation cost is expected to be recognized over a weighted average period of 2.0 years.

Share Repurchases

Our share repurchase activity during the first quarters of 2023 and 2022 was as follows:

	2023					2022
		Average Cost					Average Cost
	Shares	Per Share		Amount		Shares	Per Share		Amount
				(in millions)					(in millions)
First quarter	160,224	$	242.86	$	38.9	113,529	$	150.97	$	17.1

On July 26, 2022, our Board of Directors amended our share repurchase program to increase the repurchase authorization to $1.0 billion. The share repurchase program does not obligate us to repurchase any specific number of shares, does not have a specific expiration date and may be suspended or discontinued at any time. Repurchased and subsequently retired shares are restored to the status of authorized but unissued shares. As of March 31, 2023, we had remaining authorization under the program to repurchase $641.8 million of our common stock. We repurchase shares through open market purchases and transactions structured through investment banking institutions under plans relying on Rule 10b5-1 and/or Rule 10b-18 under the Exchange Act.

Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss included the following:

			Pension and
	Foreign Currency		Postretirement Benefit		Accumulated Other
	Translation		Plan Adjustments,		Comprehensive
	(Loss) Gain		Net of Tax		Loss
			(in millions)
Balance as of January 1, 2023	$	(84.0)	$	(2.3)	$	(86.3)
Current-period change		0.6		(0.8)		(0.2)
Balance as of March 31, 2023	$	(83.4)	$	(3.1)	$	(86.5)

Foreign currency translation adjustments have not been adjusted for income taxes. Pension and postretirement benefit plan adjustments are amortized over service periods and reflected in the amortization of net loss component of our net

11

periodic benefit cost or are otherwise recognized as a loss as a result of plan settlements. Pension and postretirement benefit plan adjustments are net of taxes of $1.3 million as of March 31, 2023 and December 31, 2022. The income tax effects are released from accumulated other comprehensive loss and included in our income tax provision as obligations under our pension and postretirement plans are settled.

Note 9.  Commitments and Contingencies

Environmental Contingencies

We are currently involved with an environmental remediation project related to activities at former manufacturing operations of Earle M. Jorgensen Company (“EMJ”), our wholly owned subsidiary, that were sold many years prior to our acquisition of EMJ in 2006. Although the potential cleanup costs could be significant, EMJ maintained insurance policies during the time it owned the manufacturing operations that have covered costs incurred to date and are expected to continue to cover the majority of the related costs. We do not expect that this obligation will have a material adverse impact on our consolidated financial position, results of operations or cash flows.

Legal Matters

From time to time, we are named as a defendant in legal actions. These actions generally arise in the ordinary course of business. We are not currently a party to any pending legal proceedings other than routine litigation incidental to the business. We expect that these matters will be resolved without having a material adverse impact on our consolidated financial position, results of operations or cash flows. We maintain general liability insurance against risks arising in the ordinary course of business.

Risks and Uncertainties

We continue to monitor the impact of the COVID-19 pandemic, and government actions and measures taken to prevent its spread, and the potential to affect our operations. In addition to COVID-19, the conflict between Russia and Ukraine and macroeconomic disruptions such as inflation and the potential for an economic recession or slowdown could also significantly impact the demand for our products and services, as well as those of our customers and suppliers, and our estimates and judgments may be subject to greater volatility than in the past. Refer to Part I, Item 1A “Risk Factors” of our annual report on Form 10-K for the year ended December 31, 2022 for further discussion of risks that could adversely affect our estimates and judgments.

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Note 10.  Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share:

	Three Months Ended March 31,
	2023		2022
	(in millions, except number of shares which are reflected in thousands and per share amounts)
Numerator:
Net income attributable to Reliance	$	383.1	$	523.3
Denominator:
Weighted average shares outstanding		58,832		61,833
Dilutive effect of stock-based awards		702		951
Weighted average diluted shares outstanding		59,534		62,784
Earnings per share attributable to Reliance stockholders:
Basic	$	6.51	$	8.46
Diluted	$	6.43	$	8.33

The computations of earnings per share for the first quarters of 2023 and 2022 do not include 194,304 and 314,042 weighted average shares, respectively, in respect of outstanding RSUs and PSUs, because their inclusion would have been anti-dilutive.

Note 11.  Subsequent Event

On May 1, 2023, we acquired Southern Steel Supply, LLC (“Southern Steel”), a metals service center that offers merchant and structural steel, pipe and tube, steel plate, ornamental products and laser cut and fabricated parts. Located in Memphis, Tennessee, Southern Steel will operate as a subsidiary of Siskin Steel & Supply Company, Inc., a wholly owned subsidiary of Reliance. The acquisition was funded with cash on hand. For the twelve months ended December 31, 2022, annual net sales for Southern Steel were $62.9 million.

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RELIANCE STEEL & ALUMINUM CO.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This report contains certain statements that are, or may be deemed to be, forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Our forward-looking statements may include, but are not limited to, discussions of our industry and end markets, our business strategies and our expectations concerning future demand and major commodity product pricing and our results of operations, margins, profitability, taxes, liquidity, macroeconomic conditions, including inflation and the possibility of an economic recession or slowdown, litigation matters and capital resources. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “preliminary,” “range,” “intend” and “continue,” the negative of these terms, and similar expressions. All statements contained in this report, other than statements of historical fact, are forward-looking statements. These forward-looking statements are based on management’s estimates, projections and assumptions as of the date of such statements. We caution readers not to place undue reliance on forward-looking statements.

Forward-looking statements involve known and unknown risks and uncertainties and are not guarantees of future performance. Actual outcomes and results may differ materially from what is expressed or forecasted in these forward-looking statements as a result of various important factors, including, but not limited to, actions taken by us, as well as developments beyond our control, including, but not limited to, the impacts of labor constraints and supply chain disruptions, the continuing pandemic and changes in worldwide and U.S. political and economic conditions such as inflation, a prolonged higher interest rate environment and the possibility of an economic recession that could materially impact us, our customers and suppliers and demand for our products and services. Deteriorations in economic conditions, as a result of inflation, elevated interest rates, economic recession, COVID-19, the conflict between Russia and Ukraine or otherwise, could lead to a decline in demand for our products and services and negatively impact our business, and may also impact financial markets and corporate credit markets which could adversely impact our access to financing, or the terms of any financing. Other factors which could cause actual results to differ materially from our forward-looking statements include those disclosed in this report and in other reports we have filed with the United States Securities and Exchange Commission (the “SEC”). Important risks and uncertainties about our business can be found elsewhere in this Quarterly Report on Form 10-Q and in Item 1A “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2022 filed with the SEC and in other documents Reliance files or furnishes with the SEC. 

The statements contained in this quarterly report on Form 10-Q speak only as of the date that they were made, and we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law. Except as required by law, we disclaim any obligation or undertaking to update or revise any forward-looking statements contained herein to reflect any change in assumptions, beliefs, or expectations or any change in events, conditions, or circumstances upon which any such forward-looking statements are based. You should review any additional disclosures we make in any subsequent press releases and Forms 10-K, 10-Q and 8-K filed with or furnished to the SEC.

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Overview

We delivered solid financial performance in the first quarter of 2023. Our first quarter of 2023 results included an increase in tons sold, a strong gross profit margin that was consistent with the first quarter of 2022 and strong operating cash flow through outstanding operational execution in an uncertain business environment. We believe our ability to maintain a strong gross profit margin in the first quarter of 2023 was supported by our diversified business model, value-added processing capabilities and ability to service small order sizes with quick turnaround.

Key results for the first quarter of 2023 compared with the first quarter of 2022 were as follows:

● 7.2% increase in tons sold.

● Net sales of $3.97 billion were down 11.6%; reflecting a 17.7% decrease in average selling price per ton sold.

● Gross profit margin of 30.9%.

● Earnings per diluted share of $6.43.

● Cash flow from operations of $384.6 million.

● Inventory turnover rate (based on tons) of 4.9x exceeded our Company-wide goal of 4.7x and our 4.4x rate in the prior year quarter.

● Returns to stockholders of $100.9 million, comprised of $62.0 million of cash dividends and $38.9 million of share repurchases.

Our net sales decline in the first quarter of 2023 was primarily due to a 17.7% decline in our average selling price per ton sold that offset a strong 7.2% increase in tons sold compared to the first quarter of 2022. The increase in tons sold was due to solid demand in the vast majority of our end markets, with particular strength in non-residential construction, the toll processing services we provide to the automotive market, general manufacturing and aerospace. We continued to execute our strategy in a dynamic operating environment featuring metal pricing volatility, ongoing inflationary headwinds, recessionary concerns, supply chain disruptions and labor shortages.  

Our gross profit margin of 30.9% in the first quarter of 2023 was consistent with the first quarter of 2022. Pricing for most of the aluminum, carbon and stainless steel products we sell declined throughout the fourth quarter of 2022; however, early in the first quarter of 2023 the metals pricing declines had generally stabilized, and we operated in a relatively flat pricing environment during most of the quarter. We believe that announced carbon flat-rolled steel price increases during the quarter incentivized some of our customers to increase their purchases to buy ahead of further price increases. Our inventory turnover rate accelerated and our inventory costs on hand continued to align with lower replacement costs as our tons sold improved 17.7% compared to the fourth quarter of 2022, which was one of the best first quarter starts we have seen in our history.

Our SG&A expense in the first quarter of 2023 increased $39.4 million, or 6.4%, from the first quarter of 2022. The increase was primarily due to incremental variable costs associated with a strong 7.2% increase in tons sold, including headcount increases and inflationary pressure on wages, fuel, freight and warehouse costs, offset by decreased incentive-based compensation from lower profitability.

Our cash flow from operations of $384.6 million in the first quarter of 2023 decreased only $19.4 million, or 4.8%, compared to record first quarter levels in 2022 despite a 26.7% decline in net income. The decrease in our profitability in the first quarter of 2023 from then-record levels in the first quarter of 2022 was generally offset by decreased working capital requirements mainly due to lower metals pricing and volatility. Our strong cash flow generation enabled us to grow our business and increase returns to stockholders. During the first quarter of 2023, we invested in our future growth with a quarterly record $102.9 million invested in capital expenditures and we increased our returns to stockholders by 36.7%. Additionally, in the first quarter of 2023 we completed the redemption of $500.0 million aggregate principal amount of senior unsecured notes with cash on hand.

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We believe our strong liquidity position that includes substantial cash on hand, strong cash flow generation and $1.5 billion of availability under our revolving credit facility will support our continued prudent use of capital as we maintain a flexible approach focused on growth, both organically and through acquisitions, and stockholder return activities.

Results of Operations

The following sets forth certain income statement data for the first quarters of 2023 and 2022 (dollars are shown in millions, except for per share amounts and certain amounts may not calculate due to rounding):

	Three Months Ended March 31,
	2023				2022
			% of				% of
	$		Net Sales		$		Net Sales
Net sales	$	3,965.3	100.0	%	$	4,485.8	100.0	%
Cost of sales (exclusive of depreciation and amortization expense shown below)(1)		2,739.3	69.1			3,098.7	69.1
Gross profit(2)		1,226.0	30.9			1,387.1	30.9
Warehouse, delivery, selling, general and administrative expense (“SG&A”)		651.3	16.4			611.9	13.6
Depreciation and amortization expense		61.1	1.5			59.1	1.3
Operating income	$	513.6	13.0	%	$	716.1	16.0	%
Net income attributable to Reliance	$	383.1	9.7	%	$	523.3	11.7	%
Diluted earnings per share attributable to Reliance stockholders	$	6.43			$	8.33

(1) Cost of sales in the first quarter of 2022 included $8.1 million of non-recurring amortization of inventory step-up to fair value adjustments for our 2021 acquisitions.

(2) Gross profit, calculated as net sales less cost of sales, and gross profit margin, calculated as gross profit divided by net sales, are non-GAAP financial measures as they exclude depreciation and amortization expense associated with the corresponding sales. About half of our orders are basic distribution with no processing services performed. For the remainder of our sales orders, we perform “first-stage” processing, which is generally not labor intensive as we are simply cutting the metal to size. Because of this, the amount of related labor and overhead, including depreciation and amortization, is not significant and is excluded from cost of sales. Therefore, our cost of sales is substantially comprised of the cost of the material we sell. We use gross profit and gross profit margin as shown above as measures of operating performance. Gross profit and gross profit margin are important operating and financial measures as their fluctuations can have a significant impact on our earnings. Gross profit and gross profit margin, as presented, are not necessarily comparable with similarly titled measures for other companies.

First Quarter Ended March 31, 2023 Compared to First Quarter Ended March 31, 2022

Net Sales

	Three Months Ended March 31,						Percentage
	2023		2022		Change		Change
	(dollars in millions, tons in thousands)
Net sales	$	3,965.3	$	4,485.8	$	(520.5)	(11.6)	%
Tons sold		1,520.1		1,417.7		102.4	7.2	%
Average selling price per ton sold	$	2,623	$	3,186	$	(563)	(17.7)	%

Our tons sold and average selling price per ton sold exclude our tons toll processed. Our average selling price per ton sold includes intercompany transactions that are eliminated from our consolidated net sales.

Our net sales decreased from record first quarter levels of 2022 due to a significant decline in our average selling price per ton sold that was partially offset by a strong increase in tons sold. Demand was healthy in the vast majority of our end

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markets, with particular strength in non-residential construction, the toll processing services we provide to the automotive market, general manufacturing and aerospace.

Since we primarily purchase and sell our inventories in the spot market, our average selling prices generally fluctuate similarly with the changes in the costs of the various metals we purchase. Our average selling price in the first quarter of 2022 was a quarterly record for us, which peaked at an ultimate record in the second quarter of 2022 and then declined for the subsequent three quarters mainly due to mill price decreases for our major product categories; however, metals pricing remained relatively higher versus historical levels throughout the first quarter of 2023.

The mix of products sold can also have an impact on our overall average selling price per ton sold. As carbon steel sales represented approximately 52% of our gross sales for the first quarter of 2023, changes in carbon steel prices have the most significant impact on changes in our overall average selling price per ton sold. Year-over-year changes in the selling prices of our major commodity products and related mix of our tons sold are presented below:

	Change in		Change in
	Average Selling		Percentage of
	Price Per		Total
	Ton Sold		Tons Sold
Carbon steel	(23.6)	%	1.6	%
Aluminum	(1.3)	%	(0.5)	%
Stainless steel	(2.9)	%	(1.1)	%
Alloy	13.9	%	(0.4)	%

Cost of Sales and Gross Profit

	Three Months Ended March 31,
	2023				2022
			% of				% of		Dollar		Percentage
	$		Net Sales		$		Net Sales		Change		Change
	(dollars in millions)
Cost of sales	$	2,739.3	69.1	%	$	3,098.7	69.1	%	$	(359.4)	(11.6)	%
Gross profit	$	1,226.0	30.9	%	$	1,387.1	30.9	%	$	(161.1)	(11.6)	%
LIFO (income) expense	$	(15.0)	(0.4)	%	$	37.5	0.8	%	$	(52.5)	*

* Not meaningful.

Gross profit in the first quarter of 2023 decreased from the first quarter of 2022 mainly due to lower sales as a result of a decrease in average selling price per ton sold that outpaced an increase in tons sold.

In addition, we record non-cash adjustments to our LIFO method inventory valuation reserve, which are included in cost of sales and, in effect, reflects cost of sales at current replacement costs. The inventory caption of our consolidated balance sheet included a LIFO method inventory valuation reserve of $728.8 million at March 31, 2023. Furthermore, cost of sales in the first quarter of 2022 was reduced by $8.1 million of non-recurring amortization of inventory step-up to fair value adjustments related to our 2021 acquisitions that decreased gross profit margin 20 basis points.

Our gross profit margin in the first quarter of 2023 was strong and unchanged from the first quarter of 2022. We believe our strong and consistent gross profit margin was supported by investments in value-added processing equipment in recent years, relatively higher metal pricing versus historical levels and healthy demand.

See “Net Sales” above for further discussion on product pricing trends.

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Expenses

	Three Months Ended March 31,
	2023				2022
			% of				% of		Dollar		Percentage
	$		Net Sales		$		Net Sales		Change		Change
	(dollars in millions)
SG&A expense	$	651.3	16.4	%	$	611.9	13.6	%	$	39.4	6.4	%
Depreciation & amortization expense	$	61.1	1.5	%	$	59.1	1.3	%	$	2.0	3.4	%

The increase in our SG&A expense was mainly due to higher variable costs associated with higher tons sold and inflationary wage increases, which were partially offset by lower incentive-based compensation that is primarily tied to first-in, first-out (“FIFO”) pretax income profitability, which declined 32.8%. Our SG&A expense as a percentage of sales mainly increased due to lower sales levels.

See “Cost of Sales and Gross Profit” above for discussion of our LIFO method inventory valuation reserve.

Operating Income

	Three Months Ended March 31,
	2023				2022
			% of				% of		Dollar		Percentage
	$		Net Sales		$		Net Sales		Change		Change
	(dollars in millions)
Operating income	$	513.6	13.0	%	$	716.1	16.0	%	$	(202.5)	(28.3)	%

The decrease in our operating income was mainly a result of lower gross profit, driven by lower sales due mainly to lower metals prices along with a moderate increase in SG&A expense that was generally consistent with the increase in our tons sold. Our operating income margin decline was consistent with the increase in our SG&A expense as a percentage of sales that was mainly due to our lower sales.

Income Tax Rate

Our effective income tax rates for the first quarters of 2023 and 2022 were 24.4% and 24.8%, respectively. The differences between our effective income tax rates and the U.S. federal statutory rate of 21.0% were mainly due to state income taxes and higher foreign income tax rates, partially offset by the effects of company-owned life insurance policies.

Financial Condition

Operating Activities

Net cash provided by operations of $384.6 million in the first quarter of 2023 was slightly less than record first quarter cash flow of $404.0 million in 2022. We were able to achieve consistent operating cash flow as the decline in our net income required a similar decrease in working capital investment in the first quarter of 2023 compared to the same period in 2022, due to the relatively flat pricing environment in the first quarter of 2023 compared to the same period in 2022 in which our average selling price had increased significantly to a record level. To manage our working capital, we focus on our days sales outstanding and inventory turnover rate as receivables and inventory are the two most significant elements of our working capital. As of March 31, 2023 and 2022, our days sales outstanding rate was 40.0 days and 39.1 days, respectively. Our inventory turnover rate (based on tons) during the first quarter of 2023 was 4.9 times (or 2.4 months on hand), compared to 4.4 times (or 2.7 months on hand) in the first quarter of 2022.

Income taxes paid were $21.2 million in the first quarter of 2023 compared to $89.8 million in the first quarter of 2022. The decrease in our taxes paid was mainly due to income tax extension payments in the first quarter of 2022 which were not required in the first quarter of 2023.

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Investing Activities

Net cash used in investing activities was $102.6 million in the first quarter of 2023 compared to $63.3 million in the first quarter of 2022 and were substantially comprised of capital expenditures. The majority of our capital expenditures in the first quarters of 2023 and 2022 were related to growth initiatives.

Financing Activities

Net cash used in financing activities was $639.2 million in the first quarter of 2023 compared to $92.0 million in the first quarter of 2022, mainly due to the redemption of $500.0 million aggregate outstanding principal amount of senior notes in January 2023. In the first quarter of 2023, we spent $38.9 million to repurchase shares of our common stock compared to $17.1 million in the first quarter of 2022. Our other stockholder return activities included an increase in our quarterly dividend rate with total dividend payments of $62.0 million in the first quarter of 2023 compared to $56.7 million in the first quarter of 2022. We also spent $37.2 million on taxes relating to net share settlement of performance-based restricted stock units in the first quarter of 2023 compared to $17.1 million in the first quarter of 2022.

On April 25, 2023, our Board of Directors declared the 2023 second quarter cash dividend of $1.00 per share. We have increased our quarterly dividend 30 times since our IPO in 1994, with the most recent increase of 14.3% from $0.875 per share to $1.00 per share effective in the first quarter of 2023. We have paid quarterly cash dividends on our common stock for 64 consecutive years and have never reduced or suspended our regular quarterly dividend.

See Note 8—“Equity” to our consolidated financial statements in Part I, Item 1 “Financial Statements” for further information on our stock repurchases.

On July 26, 2022, our Board of Directors amended our share repurchase program to increase the repurchase authorization to $1.0 billion. At March 31, 2023, $641.8 million of our common stock remained authorized for repurchase. The share repurchase program does not obligate us to repurchase any specific number of shares, does not have a specific expiration date and may be suspended or discontinued at any time.

Since 2018, we have repurchased approximately 16.1 million shares at an average cost of $115.65 per share, for a total of $1.86 billion, resulting in a 22.2% reduction in our common shares outstanding. We expect to continue to be opportunistic in our approach to repurchasing shares of our common stock.

Debt

We have a $1.5 billion unsecured revolving credit facility with no outstanding borrowings at March 31, 2023 under our Amended and Restated Credit Agreement (as amended, the “Credit Agreement”). We also had an aggregate of $1.15 billion principal amount of senior unsecured note obligations with various maturities through 2036 issued under indentures as of March 31, 2023.

On January 15, 2023, we redeemed in full the $500.0 million aggregate outstanding principal amount of our 4.50% senior notes due April 15, 2023 using cash on hand. See Note 5—“Debt” to our consolidated financial statements in Part I, Item 1 “Financial Statements” for further information on our debt obligations.

Liquidity and Capital Resources

We believe our primary sources of liquidity, including funds generated from operations, cash and cash equivalents and our $1.5 billion revolving credit facility, will be sufficient to satisfy our cash requirements and stockholder return activities over the next 12 months and beyond. As of March 31, 2023, we had $816.2 million in cash and cash equivalents and our net debt-to-total capital ratio (net debt-to-total capital is calculated as carrying amount of debt, net of cash, divided by total Reliance stockholders’ equity plus carrying amount of debt, net of cash) was 4.3%, down from 6.3% as of December 31, 2022.

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As of March 31, 2023, we had $408.5 million of debt obligations coming due before our $1.5 billion revolving credit facility expires on September 3, 2025.

We believe that we will continue to have sufficient liquidity to fund our future operating needs and to repay our debt obligations as they become due. In addition to funds generated from operations and nearly $1.5 billion available under our revolving credit facility, we expect to continue to be able to access the capital markets to raise funds, if desired. We believe our sources of liquidity will continue to be adequate to maintain operations, make necessary capital expenditures, finance strategic growth through acquisitions and internal initiatives, pay dividends and opportunistically repurchase shares. Additionally, we believe our investment grade credit ratings enhance our ability to effectively raise capital, if needed.

Covenants

The Credit Agreement and indentures governing our debt securities include customary representations, warranties, covenants and events of default provisions. The covenants under the Credit Agreement include, among other things, two financial maintenance covenants that require us to comply with a minimum interest coverage ratio and a maximum leverage ratio.

We were in compliance with all financial maintenance covenants in our Credit Agreement at March 31, 2023.

Seasonality

Some of our customers are in seasonal businesses, especially customers in the construction industry and related businesses. However, our overall operations have not shown any material seasonal trends as a result of our geographic, product and customer diversity. Typically, revenues in the months of July, November and December have been lower than in other months because of a reduced number of working days for shipments of our products, resulting from holidays observed by the Company as well as vacation and extended holiday closures at some of our customers. The number of shipping days in each quarter also has an impact on our quarterly sales and profitability. Results of any one or more quarters are therefore not necessarily indicative of annual results.

Goodwill and Other Intangible Assets

Goodwill, which represents the excess of cost over the fair value of net assets acquired, amounted to $2.11 billion at March 31, 2023, or approximately 21% of total assets and 29% of total equity. Additionally, other intangible assets, net amounted to $1.01 billion at March 31, 2023, or approximately 10% of total assets and 14% of total equity. Goodwill and other intangible assets deemed to have indefinite lives are not amortized but are subject to annual impairment tests and further evaluation when certain events occur. Other intangible assets with finite useful lives are amortized over their useful lives. We review the recoverability of our long-lived assets whenever events or changes in circumstances indicate the carrying amount of such assets may not be recoverable.

Critical Accounting Estimates

Management’s Discussion and Analysis of Financial Condition and Results of Operations discusses our Unaudited Consolidated Financial Statements, which have been prepared in accordance with U.S. GAAP. When we prepare these consolidated financial statements, we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Some of our accounting policies require that we make subjective judgments, including estimates that involve matters that are inherently uncertain. Our most critical accounting estimates include those related to goodwill and other indefinite-lived intangible assets and long-lived assets. We base our estimates and judgments on historical experience and on various other factors that we believe to be reasonable under the circumstances, the results of which form the basis for our judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Our actual results may differ from these estimates under different assumptions or conditions.

During the quarter ended March 31, 2023, there were no material changes to our critical accounting estimates as compared to the critical accounting estimates disclosed in Management’s Discussion and Analysis of Financial Condition

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and Results of Operations contained in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2022.

Website Disclosure

The Company may use its website as a distribution channel of material company information. Financial and other important information regarding the Company is routinely posted on and accessible through the Company’s website at www.investor.rsac.com. In addition, you may automatically receive email alerts and other information about the Company when you enroll your email address by visiting the “Email Alerts” section at www.investor.rsac.com. The website is for informational purposes only and is not intended for use as a hyperlink. The Company is not incorporating any material on its website into this report.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

In the ordinary course of business, we are exposed to various market risk factors, including fluctuations in interest rates, changes in general economic conditions, domestic and foreign competition, foreign currency exchange rates and metals pricing, demand and availability. See Item 7A “Quantitative and Qualitative Disclosures About Market Risk” in our Annual Report on Form 10-K for the year ended December 31, 2022 for further discussion on quantitative and qualitative disclosures about market risk.

Item 4. Controls and Procedures

Under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to and as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act. Based upon that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that, as of the end of the period covered in this report, the Company’s disclosure controls and procedures are effective to ensure information required to be disclosed in the reports that the Company files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC rules and forms, and that it is accumulated and communicated to our management, including our Chief Executive Officer and our Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

There have been no changes in the Company’s internal control over financial reporting during the first quarter of 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II — OTHER INFORMATION

Item 1.  Legal Proceedings

The information contained under the heading “Legal Matters” in Note 9—“Commitments and Contingencies” to our Unaudited Consolidated Financial Statements included in this Quarterly Report on Form 10-Q is incorporated by reference into this Item 1.

Item 1A.  Risk Factors

There have been no material changes to the risk factors disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds  

We repurchase shares of our common stock from time to time pursuant to a combination of one or more open market repurchases and transactions structured through investment banking institutions in reliance upon Rule 10b5-1 and/or Rule 10b-18 under the Exchange Act.

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Our share repurchase activity for the first quarter of 2023 was as follows:

				Total Number of	Maximum Dollar
	Total Number	Average Price		Shares Purchased	Value That May
	of Shares	Paid		as Part of Publicly	Yet Be Purchased
Period	Purchased	Per Share		Announced Plan	Under the Plan(1)
					(in millions)
January 1 - January 31, 2023	3,860	$	199.85	3,860	$	680.0
February 1 - February 28, 2023	52,190	$	245.06	52,190	$	667.2
March 1 - March 31, 2023	104,174	$	243.35	104,174	$	641.8
Total	160,224	$	242.86	160,224

(1) The share repurchase program does not obligate us to repurchase any specific number of shares, does not have a specific expiration date and may be suspended or discontinued at any time. Under the share repurchase plan, shares may be repurchased pursuant to pre-set trading plans meeting the requirements of Rule 10b5-1 and/or 10b-18 under the Securities Exchange Act of 1934, in the open market, in privately negotiated transactions or otherwise.

Item 3.  Defaults Upon Senior Securities  

None.

Item 4.  Mine Safety Disclosures  

Not applicable.

Item 5.  Other Information  

None.

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Item 6. Exhibits

Exhibit Number	Description
10.1†*	Registrant’s Second Amendment to Deferred Compensation Plan (Amended and Restated Effective January 1, 2013) dated as of February 14, 2023.
10.2	Amendment No. 1, dated as of January 12, 2023, to Amended and Restated Credit Agreement, dated as of September 3, 2020, among Reliance Steel & Aluminum Co., as Borrower, Bank of America N.A., as the Administrative Agent, and each of the lenders party thereto (incorporated by reference to Exhibit 10.12 to the Company’s Annual Report on Form 10-K filed on February 28, 2023).
31.1*	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
31.2*	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
32**	Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101*	The following unaudited financial information from Reliance Steel & Aluminum Co.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 formatted in iXBRL (Inline eXtensible Business Reporting Language) includes: (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Income and Comprehensive Income, (iii) the Consolidated Statements of Equity, (iv) the Consolidated Statements of Cash Flows, and (v) related notes to these consolidated financial statements.
104*	Cover Page Interactive Data File (formatting as Inline XBRL and contained in Exhibit 101).

†      Indicates management contract or compensatory plan or arrangement.

*      Filed herewith.

**    Furnished herewith.

23

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	RELIANCE STEEL & ALUMINUM CO.
	(Registrant)
Date: May 4, 2023	By:	/s/ Arthur Ajemyan
		Arthur Ajemyan
		Senior Vice President and Chief Financial Officer
		(Duly Authorized Officer, Principal Financial Officer and Principal Accounting Officer)

24

EX-10.1

Exhibit 10.1

Execution Version

SECOND AMENDMENT
TO
THE RELIANCE STEEL & ALUMINUM CO.
DEFERRED COMPENSATION PLAN
(Amended and Restated Effective January 1, 2013)

THIS SECOND AMENDMENT (the “Amendment”) to the Reliance Steel & Aluminum Co. Deferred Compensation Plan, as amended from time to time (the “Plan”) is made as of February 14, 2023.

WHEREAS, Reliance Steel & Aluminum Co. (the “Company”) maintains the Plan to provide a select group of management or highly compensated employees the opportunity to defer receipt of compensation;

WHEREAS, for purposes of this Amendment, capitalized terms used herein that are not defined shall have the meanings given to them in the Plan;

WHEREAS, pursuant to Section 11.2 of the Plan, the Committee or the Company is authorized to amend or modify the Plan from time to time; and

WHEREAS, the Committee desires to amend the Plan as set forth herein;

NOW, THEREFORE, the Plan is hereby amended as follows, effective as of the date set forth above:

1. Article 1 (Definitions) is hereby amended to add the following new defined term, “Eligible Role.”

“Eligible Role” shall mean with respect to a Participant who is an Employee, a position in the Company for which the Committee has determined the Participant is eligible for a Company Contribution for a Plan Year.

2. The definition of “Retirement” in Article 1 (Definitions) is hereby deleted in its entirety and replaced with the following.

“Retirement,” for purposes of Section 3.5(b) (ii), shall mean with respect to a Participant who is an Employee, a Separation from Service on or after the attainment of age 62.

3. The definition of “Year of Plan Participation” in Article 1 (Definitions) is hereby deleted in its entirety and replaced with the following.

“Year of Plan Participation” shall mean the total number of full Plan Years a Participant has been a Participant in the Plan prior to his or her Separation from Service (determined without regard to whether deferral elections have been made by the Participant for any Plan Year). For purposes of this definition, a partial year shall not be treated as a full Plan Year, unless the Participant is eligible to receive a Company Contribution for such Plan Year.

4. Section 3.5 (Vesting) is hereby deleted in its entirety and replaced with the following.

3.5.Vesting.

(a)A Participant shall at all times be 100% vested in the portion of his or her Account Balance attributable to Annual Deferral Amounts, plus amounts credited or debited on such amounts pursuant to Section 3.6.

(b)A Participant generally shall be vested in the portion of his or her Account Balance attributable to any Company Contribution Amounts, plus amounts credited or debited on such amounts pursuant to Section 3.6, in accordance with the vesting schedule(s) set forth in his or her Plan Agreement (if any). If not addressed in such agreements, or if the vesting schedule(s) set forth in such agreements provide a longer vesting schedule than provided in (i) or (ii) below, a Participant shall vest in the portion of his or her Account Balance attributable to any Company Contribution Amounts, plus amounts credited or debited on such amounts pursuant to Section 3.6, as of the earlier of:

(i)the date as of which the Participant attains age 55 and has at least five (5) Years of Plan Participation in an Eligible Role; or

(ii)the date the Participant attains Retirement age.

Notwithstanding the foregoing, no Participant’s Company Contribution Amounts, whether established pursuant to a vesting schedule set forth in his or her Plan Agreement or under a prior default vesting schedule, shall be subject to a longer vesting schedule longer than the schedule set forth in (i) and (ii) above. Conversely, no Participant’s Company Contribution Amounts shall be retroactively vested (i.e., no partially vested Company Contribution Amounts previously distributed shall become fully vested and thus payable even if additional payments remain due to the Participant) nor shall any scheduled payments be accelerated, as a result of the application of the vesting schedule set forth in (i) and (ii) above.

(c)Notwithstanding anything to the contrary contained in this Section 3.5, a Participant shall immediately become 100% vested in any amounts that are not vested in accordance with Section 3.5(b) above upon any of the following events: (i) a Change in Control; (ii) the Participant’s Separation from Service on or after qualifying for Retirement; (iii) the Participant’s death prior to Separation from Service; or (iv) the Participant Disability (defined below) at the time of his or her Separation from Service. The term “Disability” shall mean a Participant’s physical or mental disability in accordance with the terms of agreement with the Company’s long-term disability insurer, as determined by the Committee. If a Participant is not determined to be disabled at the time of his or her Separation from Service, then the Participant shall not vest due to a Disability pursuant to this Section 3.5(c).

5. Except as otherwise amended herein, the Plan shall remain in full force and effect.

IN WITNESS WHEREOF, the Company has caused this Amendment to be executed by its duly authorized officer as of the date first set forth above.

Reliance Steel & Aluminum Co.
By:	/s/ Arthur Ajemyan
Name:	Arthur Ajemyan
Title:	Chief Financial Officer

EX-31.1

Exhibit 31.1

Certification of Principal Executive Officer

Pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934

I, Karla R. Lewis, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Reliance Steel & Aluminum Co.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 4, 2023

/s/ Karla R. Lewis

Karla R. Lewis

President and Chief Executive Officer

EX-31.2

Exhibit 31.2

Certification of Principal Financial Officer

Pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934

I, Arthur Ajemyan, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Reliance Steel & Aluminum Co.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 4, 2023

/s/ Arthur Ajemyan

Arthur Ajemyan

Senior Vice President and Chief Financial Officer

EX-32

Exhibit 32

Certification

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(Subsections (a) and (b) of Section 1350, Chapter 63 of title 18, United States Code)

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code) (the “Act”), each of the undersigned officers of Reliance Steel & Aluminum Co., a Delaware corporation (the “Company”), does hereby certify that:

The Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 (the “Periodic Report”) of the Company fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)) and information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Karla R. Lewis

Karla R. Lewis

President and Chief Executive Officer

/s/ Arthur Ajemyan

Arthur Ajemyan

Senior Vice President and Chief Financial Officer

Date: May 4, 2023

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2023	Apr. 28, 2023
Cover Abstract
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	001-13122
Entity Registrant Name	RELIANCE STEEL & ALUMINUM CO
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	95-1142616
Entity Address, Address Line One	16100 N. 71st Street, Suite 400
Entity Address, City or Town	Scottsdale
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85254
City Area Code	(480)
Local Phone Number	564-5700
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	RS
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		58,793,188
Entity Central Index Key	0000861884
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Amendment Flag	false

XML

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 816.2	$ 1,173.4
Accounts receivable, less allowance for credit losses of $28.7 at March 31, 2023 and $26.1 at December 31, 2022	1,800.3	1,565.7
Inventories	1,981.4	1,995.3
Prepaid expenses and other current assets	114.2	115.6
Income taxes receivable		36.6
Total current assets	4,712.1	4,886.6
Property, plant and equipment:
Land	263.3	262.7
Buildings	1,381.0	1,359.3
Machinery and equipment	2,507.9	2,446.9
Accumulated depreciation	(2,127.4)	(2,094.3)
Property, plant and equipment, net	2,024.8	1,974.6
Operating lease right-of-use assets	217.3	216.4
Goodwill	2,106.1	2,105.9
Intangible assets, net	1,008.0	1,019.6
Cash surrender value of life insurance policies, net	37.6	42.0
Other assets	97.3	84.8
Total assets	10,203.2	10,329.9
Current liabilities:
Accounts payable	545.0	412.4
Accrued expenses	113.7	118.8
Accrued compensation and retirement benefits	143.7	240.0
Accrued insurance costs	45.2	43.4
Current maturities of long-term debt and short-term borrowings	8.2	508.2
Current maturities of operating lease liabilities	53.2	52.5
Income taxes payable	66.4
Total current liabilities	975.4	1,375.3
Long-term debt	1,140.2	1,139.4
Operating lease liabilities	165.5	165.2
Long-term retirement benefits	29.6	26.1
Other long-term liabilities	61.9	51.4
Deferred income taxes	476.2	476.6
Commitments and contingencies
Equity:
Preferred stock, $0.001 par value: 5,000 shares authorized; none issued or outstanding
Common stock and additional paid-in capital, $0.001 par value and 200,000 shares authorized Issued and outstanding shares-58,840 at March 31, 2023 and 58,787 at December 31, 2022	0.1	0.1
Retained earnings	7,432.1	7,173.6
Accumulated other comprehensive loss	(86.5)	(86.3)
Total Reliance stockholders' equity	7,345.7	7,087.4
Noncontrolling interests	8.7	8.5
Total equity	7,354.4	7,095.9
Total liabilities and equity	$ 10,203.2	$ 10,329.9

XML

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Millions	Mar. 31, 2023	Dec. 31, 2022
CONSOLIDATED BALANCE SHEETS
Accounts receivable, allowance for credit losses	$ 28.7	$ 26.1
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, Authorized shares	5,000	5,000
Preferred stock, issued shares	0	0
Preferred stock, outstanding shares	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, Authorized shares	200,000	200,000
Common stock, Issued shares	58,840	58,787
Common stock, outstanding shares	58,840	58,787

XML

CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
CONSOLIDATED STATEMENTS OF INCOME
Net sales	$ 3,965.3	$ 4,485.8
Costs and expenses:
Cost of sales (exclusive of depreciation and amortization shown below)	2,739.3	3,098.7
Warehouse, delivery, selling, general and administrative ("SG&A")	651.3	611.9
Depreciation and amortization	61.1	59.1
Total costs and expenses	3,451.7	3,769.7
Operating income	513.6	716.1
Other (income) expense:
Interest expense	10.9	15.6
Other (income) expense, net	(5.8)	3.3
Income before income taxes	508.5	697.2
Income tax provision	124.1	172.6
Net income	384.4	524.6
Less: net income attributable to noncontrolling interests	1.3	1.3
Net income attributable to Reliance	$ 383.1	$ 523.3
Earnings per share attributable to Reliance stockholders:
Basic (in dollars per share)	$ 6.51	$ 8.46
Diluted (in dollars per share)	$ 6.43	$ 8.33
Shares used in computing earnings per share:
Basic (in shares)	58,832	61,833
Diluted (in shares)	59,534	62,784

XML

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Net income	$ 384.4	$ 524.6
Other comprehensive income (loss):
Foreign currency translation gain	0.6	0.7
Postretirement benefit plan adjustments, net of tax	(0.8)	(0.1)
Total other comprehensive (loss) income	(0.2)	0.6
Comprehensive income	384.2	525.2
Less: comprehensive income attributable to noncontrolling interests	1.3	1.3
Comprehensive income attributable to Reliance	$ 382.9	$ 523.9

XML

CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Millions	Reliance Stockholders'	Common Stock and Additional Paid in Capital	Retained Earnings	Accumulated Other Comprehensive Loss	Non-controlling Interests	Total
Balances at Dec. 31, 2021		$ 0.1	$ 6,155.3	$ (68.9)	$ 7.2	$ 6,093.7
Increase (Decrease) in Stockholders' Equity
Net income attributable to Reliance			523.3			523.3
Cash dividends and dividend equivalents			(56.7)
Other comprehensive (loss) income				0.6		0.6
Comprehensive income					1.3	1.3
Dividends paid					(1.1)
Stock-based compensation		11.8
Taxes paid related to net share settlement of restricted stock units		(17.1)
Repurchase of common shares		5.3	(22.4)			(17.1)
Balances at Mar. 31, 2022	$ 6,531.3	0.1	6,599.5	(68.3)	7.4	6,538.7
Balances at Dec. 31, 2022		0.1	7,173.6	(86.3)	8.5	7,095.9
Increase (Decrease) in Stockholders' Equity
Net income attributable to Reliance			383.1			383.1
Cash dividends and dividend equivalents			(62.0)
Other comprehensive (loss) income				(0.2)		(0.2)
Comprehensive income					1.3	1.3
Dividends paid					(1.1)
Stock-based compensation		13.5
Taxes paid related to net share settlement of restricted stock units		(37.2)
Repurchase of common shares		23.7	(62.6)			(38.9)
Balances at Mar. 31, 2023	$ 7,345.7	$ 0.1	$ 7,432.1	$ (86.5)	$ 8.7	$ 7,354.4

XML

CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
CONSOLIDATED STATEMENTS OF EQUITY
Cash dividends declared per common share (in dollars per share)	$ 1.00	$ 0.875

XML

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Operating activities:
Net income	$ 384.4	$ 524.6
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense	61.1	59.1
Stock-based compensation expense	13.5	11.8
Other	(0.1)	8.0
Changes in operating assets and liabilities (excluding effect of businesses acquired):
Accounts receivable	(237.1)	(399.6)
Inventories	13.5	54.0
Prepaid expenses and other assets	50.0	19.5
Accounts payable and other liabilities	99.3	126.6
Net cash provided by operating activities	384.6	404.0
Investing activities:
Purchases of property, plant and equipment	(102.9)	(66.7)
Proceeds from sales of property, plant and equipment	8.3	8.2
Deferred compensation plan contributions, net	(7.4)	(7.5)
Other	(0.6)	2.7
Net cash used in investing activities	(102.6)	(63.3)
Financing activities:
Principal payment on long-term debt	(500.0)
Cash dividends and dividend equivalents	(62.0)	(56.7)
Share repurchases	(38.9)	(17.1)
Taxes paid related to net share settlement of restricted stock units	(37.2)	(17.1)
Other	(1.1)	(1.1)
Net cash used in financing activities	(639.2)	(92.0)
Effect of exchange rate changes on cash and cash equivalents		(1.2)
(Decrease) increase in cash and cash equivalents	(357.2)	247.5
Cash and cash equivalents at beginning of year	1,173.4	300.5
Cash and cash equivalents at end of the period	816.2	548.0
Supplemental cash flow information:
Interest paid during the period	14.4	9.6
Income taxes paid during the period, net	$ 21.2	$ 89.8

XML

Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2023

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Note 1. Summary of Significant Accounting Policies

Principles of Consolidation

The accompanying unaudited consolidated financial statements include the accounts of Reliance Steel & Aluminum Co. and its subsidiaries (collectively “Reliance”, the “Company”, “we”, “our” or “us”). These financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, the consolidated financial statements reflect all material adjustments, which are of a normal recurring nature, necessary for presentation of financial statements for interim periods in accordance with U.S. GAAP. Interim results are not necessarily indicative of the results for a full year. All significant intercompany accounts and transactions have been eliminated. The ownership of the other interest holders of consolidated subsidiaries is reflected as noncontrolling interests. Investments in unconsolidated subsidiaries are recorded under the equity method of accounting. These consolidated financial statements and accompanying notes should be read in conjunction with the consolidated financial statements and accompanying notes included in Reliance’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and the disclosure of contingent amounts in our consolidated financial statements and the accompanying notes. The Company bases its estimates on historical experience and on various other assumptions that the Company believes to be reasonable under the circumstances. Actual results could differ from those estimates.

Inventories

The majority of our inventory is valued using the last-in, first-out (“LIFO”) method, which is not in excess of market. Under this method, older costs are included in inventory, which may be higher or lower than current costs. We estimate the effect of LIFO on interim periods by allocating the projected year-end LIFO calculation to interim periods on a pro rata basis.  

XML

Revenues

3 Months Ended

Mar. 31, 2023

Revenues.

Revenues

Note 2. Revenues

The following table presents our net sales disaggregated by product and service:

	Three Months Ended March 31,
	2023		2022
	(in millions)
Carbon steel	$	2,128.5	$	2,547.5
Aluminum		670.2		692.8
Stainless steel		657.3		764.9
Alloy		191.4		183.7
Toll processing and logistics		155.4		135.1
Copper and brass		82.0		86.6
Other and eliminations		80.5		75.2
Total	$	3,965.3	$	4,485.8

XML

Goodwill

3 Months Ended

Mar. 31, 2023

Goodwill.

Goodwill

Note 3. Goodwill

The change in the carrying amount of goodwill is as follows:

	(in millions)
Balance at January 1, 2023	$	2,105.9
Effect of foreign currency translation		0.2
Balance at March 31, 2023	$	2,106.1

We had no accumulated impairment losses related to goodwill at March 31, 2023 and December 31, 2022.

XML

Intangible Assets, net

3 Months Ended

Mar. 31, 2023

Intangible Assets, net

Intangible Assets, net

Note 4. Intangible Assets, net

Intangible assets, net consisted of the following:

		March 31, 2023				December 31, 2022
	Weighted Average	Gross				Gross
	Amortizable	Carrying		Accumulated		Carrying		Accumulated
	Life in Years	Amount		Amortization		Amount		Amortization
		(in millions)
Intangible assets subject to amortization:
Customer lists/relationships	14.2	$	713.8	$	(490.5)	$	713.6	$	(479.3)
Backlog of orders	7.9		22.3		(3.8)		22.3		(3.1)
Other	9.2		9.9		(9.5)		9.9		(9.5)
			746.0		(503.8)		745.8		(491.9)
Intangible assets not subject to amortization:
Trade names			765.8		—		765.7		—
		$	1,511.8	$	(503.8)	$	1,511.5	$	(491.9)

Amortization expense for intangible assets was $11.8 million and $12.2 million for the first quarters of 2023 and 2022, respectively. Foreign currency translation gains related to intangible assets, net were $0.2 million and $0.4 million for the first quarters of 2023 and 2022, respectively.

The following is a summary of estimated future amortization expense:

	(in millions)
2023 (remaining nine months)	$	31.8
2024		40.1
2025		35.9
2026		26.4
2027		25.8
Thereafter		82.2
	$	242.2

XML

Debt

3 Months Ended

Mar. 31, 2023

Debt

Debt

Note 5. Debt

Debt consisted of the following:

	March 31,		December 31,
	2023		2022
	(in millions)
Unsecured revolving credit facility maturing September 3, 2025	$	—	$	—
Senior unsecured notes, interest payable semi-annually at 4.50%, effective rate of 4.63%, redeemed on January 15, 2023		—		500.0
Senior unsecured notes, interest payable semi-annually at 1.30%, effective rate of 1.53%, maturing August 15, 2025		400.0		400.0
Senior unsecured notes, interest payable semi-annually at 2.15%, effective rate of 2.27%, maturing August 15, 2030		500.0		500.0
Senior unsecured notes, interest payable semi-annually at 6.85%, effective rate of 6.91%, maturing November 15, 2036		250.0		250.0
Other notes and revolving credit facilities		9.6		9.6
Total		1,159.6		1,659.6
Less: unamortized discount and debt issuance costs		(11.2)		(12.0)
Less: amounts due within one year and short-term borrowings		(8.2)		(508.2)
Total long-term debt	$	1,140.2	$	1,139.4

The weighted average interest rate on the Company’s outstanding borrowings as of March 31, 2023 and December 31, 2022 was 2.89% and 3.37%, respectively.

Unsecured Credit Facility

On September 3, 2020, we entered into a $1.5 billion unsecured five-year Amended and Restated Credit Agreement that amended and restated our then-existing $1.5 billion unsecured revolving credit facility. On January 12, 2023, the agreement was further amended to change the reference rate from LIBOR to SOFR (as amended, the “Credit Agreement”). As of March 31, 2023, borrowings under the Credit Agreement were available at variable rates based on SOFR plus 1.10% or the bank prime rate and we currently pay a commitment fee at an annual rate of 0.175% on the unused portion of the revolving credit facility. The applicable margins over SOFR and base rate borrowings, along with commitment fees, are subject to adjustment every quarter based on our leverage ratio, as defined in the Credit Agreement. All borrowings under the Credit Agreement may be prepaid without penalty.

As of March 31, 2023 and December 31, 2022, we had no outstanding borrowings on the revolving credit facility. As of March 31, 2023 and December 31, 2022, we had $7.7 million of letters of credit outstanding under the revolving credit facility.

Senior Unsecured Notes

On January 15, 2023, we redeemed in full the $500.0 million aggregate outstanding principal amount of our 4.50% senior notes due April 15, 2023 using cash on hand.

Under the indentures for each series of our senior notes (the “indentures”), the notes are senior unsecured obligations and rank equally in right of payment with all of our existing and future unsecured and unsubordinated obligations. If we experience a change in control accompanied by a downgrade in our credit rating, we will be required to make an offer to repurchase each series of the notes at a price equal to 101% of their principal amount plus accrued and unpaid interest.

Other Notes, Revolving Credit and Letter of Credit/Letters of Guarantee Facilities

A revolving credit facility with a credit limit of $7.9 million is in place for an operation in Asia with an outstanding balance of $2.2 million as of March 31, 2023 and December 31, 2022.

Various industrial revenue bonds had combined outstanding balances of $7.4 million as of March 31, 2023 and December 31, 2022 and have maturities through 2027.

A standby letters of credit/letters of guarantee agreement with one of the lenders under our Credit Agreement provides letters of credit and/or letters of guarantee in an amount not to exceed $50.0 million in the aggregate. As of March 31, 2023, a total of $19.5 million of letters of credit/guarantee were outstanding under this facility.

Covenants

The Credit Agreement and the indentures include customary representations, warranties, covenants and events of default provisions. The covenants under the Credit Agreement include, among other things, two financial maintenance covenants that require us to comply with a minimum interest coverage ratio and a maximum leverage ratio. We were in compliance with all financial maintenance covenants in our Credit Agreement at March 31, 2023.

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Leases

3 Months Ended

Mar. 31, 2023

Leases

Leases

Note 6.  Leases

Our metals service center leases are comprised of processing and distribution facilities, equipment, trucks and trailers, ground leases and other leased spaces, such as depots, sales offices, storage and data centers. We also lease various office spaces. Our leases of facilities and other spaces expire at various times through 2045 and our ground leases expire at various times through 2068. Nearly all of our leases are operating leases; we have recognized finance right-of-use assets and obligations of less than $1.0 million.

The following is a summary of our lease cost:

	Three Months Ended March 31,
	2023		2022
	(in millions)
Operating lease cost	$	23.6	$	23.0

Supplemental cash flow and balance sheet information is presented below:

	Three Months Ended March 31,
	2023		2022
	(in millions)
Supplemental cash flow information:
Cash payments for operating leases	$	23.5	$	21.8
Right-of-use assets obtained in exchange for operating lease obligations	$	15.6	$	7.1
	March 31,		December 31,
	2023		2022
Other lease information:
Weighted average remaining lease term—operating leases		6.5 years		6.6 years
Weighted average discount rate—operating leases		3.9%		3.8%

Maturities of operating lease liabilities as of March 31, 2023 are as follows:

	(in millions)
2023 (remaining nine months)	$	46.3
2024		52.7
2025		39.9
2026		27.6
2027		19.6
Thereafter		68.5
Total operating lease payments		254.6
Less: imputed interest		(35.9)
Total operating lease liabilities	$	218.7

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Income Taxes

3 Months Ended

Mar. 31, 2023

Income Taxes

Income Taxes

Note 7.  Income Taxes

Our effective income tax rates for the first quarters of 2023 and 2022 were 24.4% and 24.8%, respectively. The differences between our effective income tax rates and the U.S. federal statutory rate of 21.0% were mainly due to state income taxes and higher foreign income tax rates, partially offset by the effects of company-owned life insurance policies.

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Equity

3 Months Ended

Mar. 31, 2023

Equity

Equity

Note 8. Equity

Dividends

On April 25, 2023, our Board of Directors declared the 2023 second quarter cash dividend of $1.00 per share of common stock, payable on June 9, 2023 to stockholders of record as of May 26, 2023.

During the first quarters of 2023 and 2022, we declared and paid quarterly dividends of $1.00 and $0.875 per share, or $59.0 million and $54.2 million in total, respectively. In addition, we paid $3.0 million and $2.5 million in dividend equivalents with respect to vested restricted stock units during the first quarters of 2023 and 2022, respectively.

Stock-Based Compensation

We make annual grants of long-term incentive awards to officers and key employees under our Second Amended and Restated 2015 Incentive Award Plan in the forms of service-based restricted stock units (“RSUs”) and performance-based restricted stock units (“PSUs”) that each have approximately 3-year vesting periods. The PSUs include the right to receive a maximum payout of two shares of our common stock based on performance goals tied to achieving a 3-year return on assets result and include service criteria. We also grant the non-management members of our Board of Directors fully vested stock awards under our Directors Equity Plan. The fair values of the RSUs, PSUs and stock awards are determined based on the closing stock price of our common stock on the grant date.

In the first quarters of 2023 and 2022, we made payments of $37.2 million and $17.1 million, respectively, to tax authorities on our employees’ behalf for shares withheld related to net share settlement of vested restricted stock units.

The following is a summary of changes in our unvested RSUs and PSUs during the first quarter of 2023:

		Weighted
		Average
	RSU and PSU	Grant Date
	Aggregate Units	Fair Value
Unvested at January 1, 2023	582,012	$	164.60
Granted(1)	193,812		247.90
Vested	(870)		152.93
Cancelled or forfeited	(2,002)		170.84
Unvested at March 31, 2023	772,952	$	185.48
Shares reserved for future grants (all plans)	1,457,448

(1) Comprised of 109,683 RSUs and 84,129 PSUs granted in February 2023. The service-based RSUs cliff vest on December 1, 2025 and the performance-based RSUs are subject to a 3-year performance period ending December 31, 2025.

As of March 31, 2023, there was $123.9 million of total unrecognized compensation cost related to unvested RSUs and PSUs in an aggregate amount of 772,952 units that are expected to be settled through the issuance of 993,124 shares of our common stock. The unrecognized compensation cost is expected to be recognized over a weighted average period of 2.0 years.

Share Repurchases

Our share repurchase activity during the first quarters of 2023 and 2022 was as follows:

	2023					2022
		Average Cost					Average Cost
	Shares	Per Share		Amount		Shares	Per Share		Amount
				(in millions)					(in millions)
First quarter	160,224	$	242.86	$	38.9	113,529	$	150.97	$	17.1

On July 26, 2022, our Board of Directors amended our share repurchase program to increase the repurchase authorization to $1.0 billion. The share repurchase program does not obligate us to repurchase any specific number of shares, does not have a specific expiration date and may be suspended or discontinued at any time. Repurchased and subsequently retired shares are restored to the status of authorized but unissued shares. As of March 31, 2023, we had remaining authorization under the program to repurchase $641.8 million of our common stock. We repurchase shares through open market purchases and transactions structured through investment banking institutions under plans relying on Rule 10b5-1 and/or Rule 10b-18 under the Exchange Act.

Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss included the following:

			Pension and
	Foreign Currency		Postretirement Benefit		Accumulated Other
	Translation		Plan Adjustments,		Comprehensive
	(Loss) Gain		Net of Tax		Loss
			(in millions)
Balance as of January 1, 2023	$	(84.0)	$	(2.3)	$	(86.3)
Current-period change		0.6		(0.8)		(0.2)
Balance as of March 31, 2023	$	(83.4)	$	(3.1)	$	(86.5)

Foreign currency translation adjustments have not been adjusted for income taxes. Pension and postretirement benefit plan adjustments are amortized over service periods and reflected in the amortization of net loss component of our net

periodic benefit cost or are otherwise recognized as a loss as a result of plan settlements. Pension and postretirement benefit plan adjustments are net of taxes of $1.3 million as of March 31, 2023 and December 31, 2022. The income tax effects are released from accumulated other comprehensive loss and included in our income tax provision as obligations under our pension and postretirement plans are settled.

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2023

Commitments and Contingencies.

Commitments and Contingencies

Note 9.  Commitments and Contingencies

Environmental Contingencies

We are currently involved with an environmental remediation project related to activities at former manufacturing operations of Earle M. Jorgensen Company (“EMJ”), our wholly owned subsidiary, that were sold many years prior to our acquisition of EMJ in 2006. Although the potential cleanup costs could be significant, EMJ maintained insurance policies during the time it owned the manufacturing operations that have covered costs incurred to date and are expected to continue to cover the majority of the related costs. We do not expect that this obligation will have a material adverse impact on our consolidated financial position, results of operations or cash flows.

Legal Matters

From time to time, we are named as a defendant in legal actions. These actions generally arise in the ordinary course of business. We are not currently a party to any pending legal proceedings other than routine litigation incidental to the business. We expect that these matters will be resolved without having a material adverse impact on our consolidated financial position, results of operations or cash flows. We maintain general liability insurance against risks arising in the ordinary course of business.

Risks and Uncertainties

We continue to monitor the impact of the COVID-19 pandemic, and government actions and measures taken to prevent its spread, and the potential to affect our operations. In addition to COVID-19, the conflict between Russia and Ukraine and macroeconomic disruptions such as inflation and the potential for an economic recession or slowdown could also significantly impact the demand for our products and services, as well as those of our customers and suppliers, and our estimates and judgments may be subject to greater volatility than in the past. Refer to Part I, Item 1A “Risk Factors” of our annual report on Form 10-K for the year ended December 31, 2022 for further discussion of risks that could adversely affect our estimates and judgments.

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Earnings Per Share

3 Months Ended

Mar. 31, 2023

Earnings Per Share

Earnings Per Share

Note 10.  Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share:

	Three Months Ended March 31,
	2023		2022
	(in millions, except number of shares which are reflected in thousands and per share amounts)
Numerator:
Net income attributable to Reliance	$	383.1	$	523.3
Denominator:
Weighted average shares outstanding		58,832		61,833
Dilutive effect of stock-based awards		702		951
Weighted average diluted shares outstanding		59,534		62,784
Earnings per share attributable to Reliance stockholders:
Basic	$	6.51	$	8.46
Diluted	$	6.43	$	8.33

The computations of earnings per share for the first quarters of 2023 and 2022 do not include 194,304 and 314,042 weighted average shares, respectively, in respect of outstanding RSUs and PSUs, because their inclusion would have been anti-dilutive.

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Subsequent Event

3 Months Ended

Mar. 31, 2023

Subsequent Event

Subsequent Event

Note 11.  Subsequent Event

On May 1, 2023, we acquired Southern Steel Supply, LLC (“Southern Steel”), a metals service center that offers merchant and structural steel, pipe and tube, steel plate, ornamental products and laser cut and fabricated parts. Located in Memphis, Tennessee, Southern Steel will operate as a subsidiary of Siskin Steel & Supply Company, Inc., a wholly owned subsidiary of Reliance. The acquisition was funded with cash on hand. For the twelve months ended December 31, 2022, annual net sales for Southern Steel were $62.9 million.

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Summary of Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2023

Summary of Significant Accounting Policies

Principles of Consolidation

Principles of Consolidation

The accompanying unaudited consolidated financial statements include the accounts of Reliance Steel & Aluminum Co. and its subsidiaries (collectively “Reliance”, the “Company”, “we”, “our” or “us”). These financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, the consolidated financial statements reflect all material adjustments, which are of a normal recurring nature, necessary for presentation of financial statements for interim periods in accordance with U.S. GAAP. Interim results are not necessarily indicative of the results for a full year. All significant intercompany accounts and transactions have been eliminated. The ownership of the other interest holders of consolidated subsidiaries is reflected as noncontrolling interests. Investments in unconsolidated subsidiaries are recorded under the equity method of accounting. These consolidated financial statements and accompanying notes should be read in conjunction with the consolidated financial statements and accompanying notes included in Reliance’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and the disclosure of contingent amounts in our consolidated financial statements and the accompanying notes. The Company bases its estimates on historical experience and on various other assumptions that the Company believes to be reasonable under the circumstances. Actual results could differ from those estimates.

Inventories

Inventories

The majority of our inventory is valued using the last-in, first-out (“LIFO”) method, which is not in excess of market. Under this method, older costs are included in inventory, which may be higher or lower than current costs. We estimate the effect of LIFO on interim periods by allocating the projected year-end LIFO calculation to interim periods on a pro rata basis.  

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Revenues (Tables)

3 Months Ended

Mar. 31, 2023

Revenues.

Schedule of disaggregation of revenue

	Three Months Ended March 31,
	2023		2022
	(in millions)
Carbon steel	$	2,128.5	$	2,547.5
Aluminum		670.2		692.8
Stainless steel		657.3		764.9
Alloy		191.4		183.7
Toll processing and logistics		155.4		135.1
Copper and brass		82.0		86.6
Other and eliminations		80.5		75.2
Total	$	3,965.3	$	4,485.8

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Goodwill (Tables)

3 Months Ended

Mar. 31, 2023

Goodwill.

Schedule of changes in the carrying amount of goodwill

	(in millions)
Balance at January 1, 2023	$	2,105.9
Effect of foreign currency translation		0.2
Balance at March 31, 2023	$	2,106.1

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Intangible Assets, net (Tables)

3 Months Ended

Mar. 31, 2023

Intangible Assets, net

Summary of intangible assets, net

		March 31, 2023				December 31, 2022
	Weighted Average	Gross				Gross
	Amortizable	Carrying		Accumulated		Carrying		Accumulated
	Life in Years	Amount		Amortization		Amount		Amortization
		(in millions)
Intangible assets subject to amortization:
Customer lists/relationships	14.2	$	713.8	$	(490.5)	$	713.6	$	(479.3)
Backlog of orders	7.9		22.3		(3.8)		22.3		(3.1)
Other	9.2		9.9		(9.5)		9.9		(9.5)
			746.0		(503.8)		745.8		(491.9)
Intangible assets not subject to amortization:
Trade names			765.8		—		765.7		—
		$	1,511.8	$	(503.8)	$	1,511.5	$	(491.9)

Summary of estimated aggregate amortization expense

	(in millions)
2023 (remaining nine months)	$	31.8
2024		40.1
2025		35.9
2026		26.4
2027		25.8
Thereafter		82.2
	$	242.2

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Debt (Tables)

3 Months Ended

Mar. 31, 2023

Debt

Summary of debt

	March 31,		December 31,
	2023		2022
	(in millions)
Unsecured revolving credit facility maturing September 3, 2025	$	—	$	—
Senior unsecured notes, interest payable semi-annually at 4.50%, effective rate of 4.63%, redeemed on January 15, 2023		—		500.0
Senior unsecured notes, interest payable semi-annually at 1.30%, effective rate of 1.53%, maturing August 15, 2025		400.0		400.0
Senior unsecured notes, interest payable semi-annually at 2.15%, effective rate of 2.27%, maturing August 15, 2030		500.0		500.0
Senior unsecured notes, interest payable semi-annually at 6.85%, effective rate of 6.91%, maturing November 15, 2036		250.0		250.0
Other notes and revolving credit facilities		9.6		9.6
Total		1,159.6		1,659.6
Less: unamortized discount and debt issuance costs		(11.2)		(12.0)
Less: amounts due within one year and short-term borrowings		(8.2)		(508.2)
Total long-term debt	$	1,140.2	$	1,139.4

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Leases (Tables)

3 Months Ended

Mar. 31, 2023

Leases

Schedule of lease cost

	Three Months Ended March 31,
	2023		2022
	(in millions)
Operating lease cost	$	23.6	$	23.0

Schedule of supplemental cash flow and other lease information

	Three Months Ended March 31,
	2023		2022
	(in millions)
Supplemental cash flow information:
Cash payments for operating leases	$	23.5	$	21.8
Right-of-use assets obtained in exchange for operating lease obligations	$	15.6	$	7.1
	March 31,		December 31,
	2023		2022
Other lease information:
Weighted average remaining lease term—operating leases		6.5 years		6.6 years
Weighted average discount rate—operating leases		3.9%		3.8%

Schedule of maturities of operating lease liabilities

	(in millions)
2023 (remaining nine months)	$	46.3
2024		52.7
2025		39.9
2026		27.6
2027		19.6
Thereafter		68.5
Total operating lease payments		254.6
Less: imputed interest		(35.9)
Total operating lease liabilities	$	218.7

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Equity (Tables)

3 Months Ended

Mar. 31, 2023

Equity

Summary of the status of the Company's restricted stock units and changes during the quarter

		Weighted
		Average
	RSU and PSU	Grant Date
	Aggregate Units	Fair Value
Unvested at January 1, 2023	582,012	$	164.60
Granted(1)	193,812		247.90
Vested	(870)		152.93
Cancelled or forfeited	(2,002)		170.84
Unvested at March 31, 2023	772,952	$	185.48
Shares reserved for future grants (all plans)	1,457,448

(1) Comprised of 109,683 RSUs and 84,129 PSUs granted in February 2023. The service-based RSUs cliff vest on December 1, 2025 and the performance-based RSUs are subject to a 3-year performance period ending December 31, 2025.

Schedule of share repurchase activity

	2023					2022
		Average Cost					Average Cost
	Shares	Per Share		Amount		Shares	Per Share		Amount
				(in millions)					(in millions)
First quarter	160,224	$	242.86	$	38.9	113,529	$	150.97	$	17.1

Schedule of accumulated other comprehensive loss

			Pension and
	Foreign Currency		Postretirement Benefit		Accumulated Other
	Translation		Plan Adjustments,		Comprehensive
	(Loss) Gain		Net of Tax		Loss
			(in millions)
Balance as of January 1, 2023	$	(84.0)	$	(2.3)	$	(86.3)
Current-period change		0.6		(0.8)		(0.2)
Balance as of March 31, 2023	$	(83.4)	$	(3.1)	$	(86.5)

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Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 2023

Earnings Per Share

Computation of basic and diluted earnings per share

	Three Months Ended March 31,
	2023		2022
	(in millions, except number of shares which are reflected in thousands and per share amounts)
Numerator:
Net income attributable to Reliance	$	383.1	$	523.3
Denominator:
Weighted average shares outstanding		58,832		61,833
Dilutive effect of stock-based awards		702		951
Weighted average diluted shares outstanding		59,534		62,784
Earnings per share attributable to Reliance stockholders:
Basic	$	6.51	$	8.46
Diluted	$	6.43	$	8.33

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Revenues (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenue Disaggregation
Revenue	$ 3,965.3	$ 4,485.8
Carbon steel
Revenue Disaggregation
Revenue	2,128.5	2,547.5
Aluminum
Revenue Disaggregation
Revenue	670.2	692.8
Stainless steel
Revenue Disaggregation
Revenue	657.3	764.9
Alloy
Revenue Disaggregation
Revenue	191.4	183.7
Toll processing and logistics
Revenue Disaggregation
Revenue	155.4	135.1
Copper and brass
Revenue Disaggregation
Revenue	82.0	86.6
Other and eliminations
Revenue Disaggregation
Revenue	$ 80.5	$ 75.2

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Goodwill (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Change in the carrying amount of goodwill
Balance at the beginning of the period	$ 2,105.9
Effect of foreign currency translation	0.2
Balance at the end of the period	2,106.1
Accumulated impairment losses	$ 0.0	$ 0.0

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Intangible Assets, net (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Intangible assets subject to amortization:
Intangible assets subject to amortization, Gross Carrying Amount	$ 746.0		$ 745.8
Intangible assets subject to amortization, Accumulated Amortization	(503.8)		(491.9)
Intangible assets
Intangible assets, Gross Carrying Amount	1,511.8		1,511.5
Amortization expense for intangible assets	11.8	$ 12.2
Changes in intangible assets due to foreign currency translation gains (losses)	0.2	$ 0.4
Summary of estimated aggregate amortization expense for each of the succeeding five years
2023 (remaining nine months)	31.8
2024	40.1
2025	35.9
2026	26.4
2027	25.8
Thereafter	82.2
Total	242.2
Trade names
Intangible assets not subject to amortization:
Intangible assets not subject to amortization, Gross Carrying Amount	$ 765.8		765.7
Customer lists/relationships
Intangible assets subject to amortization:
Weighted average amortizable life in years	14 years 2 months 12 days
Intangible assets subject to amortization, Gross Carrying Amount	$ 713.8		713.6
Intangible assets subject to amortization, Accumulated Amortization	$ (490.5)		(479.3)
Backlog of orders
Intangible assets subject to amortization:
Weighted average amortizable life in years	7 years 10 months 24 days
Intangible assets subject to amortization, Gross Carrying Amount	$ 22.3		22.3
Intangible assets subject to amortization, Accumulated Amortization	$ (3.8)		(3.1)
Other
Intangible assets subject to amortization:
Weighted average amortizable life in years	9 years 2 months 12 days
Intangible assets subject to amortization, Gross Carrying Amount	$ 9.9		9.9
Intangible assets subject to amortization, Accumulated Amortization	$ (9.5)		$ (9.5)

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Debt - Summary (Details) - USD ($) $ in Millions	Mar. 31, 2023	Jan. 15, 2023	Dec. 31, 2022
Debt
Total	$ 1,159.6		$ 1,659.6
Less: unamortized discount and debt issuance costs	(11.2)		(12.0)
Less: amounts due within one year and short-term borrowings	(8.2)		(508.2)
Total long-term debt	1,140.2		1,139.4
Unsecured revolving credit facility maturing September 3, 2025
Debt
Total	0.0		0.0
Senior unsecured notes, interest payable semi-annually at 4.50%, effective rate of 4.63%, due April 15, 2023, redeemed on January 15, 2023
Debt
Total		$ 0.0	$ 500.0
Semi-annual rate (as a percent)		4.50%	4.50%
Effective rate (as a percent)			4.63%
Senior unsecured notes, interest payable semi-annually at 1.30%, effective rate of 1.53%, maturing August 15, 2025
Debt
Total	$ 400.0		$ 400.0
Semi-annual rate (as a percent)	1.30%		1.30%
Effective rate (as a percent)	1.53%		1.53%
Senior unsecured notes, interest payable semi-annually at 2.15%, effective rate of 2.27%, maturing August 15, 2030
Debt
Total	$ 500.0		$ 500.0
Semi-annual rate (as a percent)	2.15%		2.15%
Effective rate (as a percent)	2.27%		2.27%
Senior unsecured notes, interest payable semi-annually at 6.85%, effective rate of 6.91%, maturing November 15, 2036
Debt
Total	$ 250.0		$ 250.0
Semi-annual rate (as a percent)	6.85%		6.85%
Effective rate (as a percent)	6.91%		6.91%
Other notes and revolving credit facilities
Debt
Total	$ 9.6		$ 9.6

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Debt - Other (Details) $ in Millions			3 Months Ended
	Jan. 15, 2023 USD ($)	Sep. 03, 2020 USD ($)	Mar. 31, 2023 USD ($) item	Dec. 31, 2022 USD ($)
Debt
Total			$ 1,159.6	$ 1,659.6
Weighted average interest rate (as a percent)			2.89%	3.37%
Principal payment on long-term debt			$ 500.0
Number of financial maintenance covenants | item			2
Aggregate maturities of long-term debt for each of the next five years and thereafter
Total			$ 1,159.6	$ 1,659.6
Unsecured revolving credit facility maturing September 3, 2025
Debt
Maximum borrowing capacity		$ 1,500.0
Debt term		5 years
Total			$ 0.0	0.0
Commitment fee on unused portion of revolving credit facility (as a percent)			0.175%
Letters of credit outstanding			$ 7.7	7.7
Aggregate maturities of long-term debt for each of the next five years and thereafter
Total			$ 0.0	0.0
Unsecured revolving credit facility maturing September 3, 2025 | SOFR
Debt
Variable interest rate			SOFR
Interest rate added to base (as a percent)			1.10%
Unsecured revolving credit facility maturing September 3, 2025 | Bank prime rate
Debt
Variable interest rate			bank prime rate
Senior Unsecured Notes - Publicly Traded
Debt
Percentage of principal amount at which the notes may be required to be repurchased in event of a change of control and a downgrade of the entity's credit rating			101.00%
Senior unsecured notes, interest payable semi-annually at 4.50%, effective rate of 4.63%, due April 15, 2023, redeemed on January 15, 2023
Debt
Total	$ 0.0			$ 500.0
Semi-annual rate (as a percent)	4.50%			4.50%
Principal payment on long-term debt	$ 500.0
Aggregate maturities of long-term debt for each of the next five years and thereafter
Total	$ 0.0			$ 500.0
Senior unsecured notes, interest payable semi-annually at 1.30%, effective rate of 1.53%, maturing August 15, 2025
Debt
Total			$ 400.0	$ 400.0
Semi-annual rate (as a percent)			1.30%	1.30%
Aggregate maturities of long-term debt for each of the next five years and thereafter
Total			$ 400.0	$ 400.0
Senior unsecured notes, interest payable semi-annually at 2.15%, effective rate of 2.27%, maturing August 15, 2030
Debt
Total			$ 500.0	$ 500.0
Semi-annual rate (as a percent)			2.15%	2.15%
Aggregate maturities of long-term debt for each of the next five years and thereafter
Total			$ 500.0	$ 500.0
Senior unsecured notes, interest payable semi-annually at 6.85%, effective rate of 6.91%, maturing November 15, 2036
Debt
Total			$ 250.0	$ 250.0
Semi-annual rate (as a percent)			6.85%	6.85%
Aggregate maturities of long-term debt for each of the next five years and thereafter
Total			$ 250.0	$ 250.0
Other separate revolving credit facilities
Debt
Maximum borrowing capacity			7.9
Total			2.2	2.2
Aggregate maturities of long-term debt for each of the next five years and thereafter
Total			2.2	2.2
IRB
Debt
Total			7.4	7.4
Aggregate maturities of long-term debt for each of the next five years and thereafter
Total			7.4	$ 7.4
Letter of Credit | Standby Facility
Debt
Maximum borrowing capacity			50.0
Letters of credit outstanding			$ 19.5

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Leases (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Operating lease cost	$ 23.6	$ 23.0
Cash payments for operating leases	23.5	21.8
Right-of-use assets obtained in exchange for operating lease obligations	$ 15.6	$ 7.1
Weighted average remaining lease term - operating leases	6 years 6 months	6 years 7 months 6 days
Weighted average discount rate - operating leases	3.90%	3.80%
Maturities of operating lease liabilities
2023 (remaining nine months)	$ 46.3
2024	52.7
2025	39.9
2026	27.6
2027	19.6
Thereafter	68.5
Total operating lease payments	254.6
Less: imputed interest	(35.9)
Total operating lease liabilities	218.7
Maximum
Finance right-of-use assets	1.0
Finance right-of-use obligations	$ 1.0

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Income Taxes (Details)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income Taxes
Effective tax rate (as a percent)	24.40%	24.80%
Income tax at U.S. federal statutory tax rate (as a percent)	21.00%	21.00%

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Equity - Share Repurchases, Dividends, Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Millions		1 Months Ended	3 Months Ended
	Apr. 25, 2023	Feb. 28, 2023	Mar. 31, 2023	Mar. 31, 2022	Jul. 26, 2022
Share Repurchase Plan
Value of shares authorized by the Board of Directors to be repurchased under share repurchase plan					$ 1,000.0
Share repurchases (in shares)			160,224	113,529
Average costs per share			$ 242.86	$ 150.97
Value of shares repurchased			$ 38.9	$ 17.1
Remaining value of shares authorized by the Board of Directors to be repurchased under share repurchase plan			641.8
Common Stock and Additional Paid-In (in Shares)
Payments made to tax authorities on employees' behalf			$ 37.2	$ 17.1
Dividends
Common stock quarterly dividend per share (in dollars per share)			$ 1.00	$ 0.875
Common stock dividend quarterly declared and paid per share (in dollars per share)	$ 1.00		$ 1.00	$ 0.875
Dividends paid			$ 59.0	$ 54.2
Additional share-based compensation disclosures
Total unrecognized compensation cost			$ 123.9
Unvested RSUs and PSUs expected to be settled through issuance of common stock (in units)			772,952
Common stock to be issued for settlement of unvested RSUs and PSUs (in shares)			993,124
Weighted average recognition period for unrecognized compensation cost (in years)			2 years
Common Stock and Additional Paid in Capital
Share Repurchase Plan
Value of shares repurchased			$ (23.7)	(5.3)
Restricted stock units (RSUs)
Dividends
Dividend equivalents paid			$ 3.0	$ 2.5
Additional share-based compensation disclosures
Vesting period (in years)		3 years
Changes
Granted (in shares)		109,683
Restricted stock units (RSUs) and performance stock units (PSUs)
Changes
Unvested at the beginning of the year (in units)			582,012
Granted (in shares)			193,812
Vested (in units)			(870)
Cancelled or forfeited (in units)			(2,002)
Unvested at the end of the period (in units)			772,952
Shares reserved for future grants (all plans)			1,457,448
Weighted Average Grant Date Fair Value
Unvested at the beginning of the year (in dollars per unit)			$ 164.60
Granted (in dollars per unit)			247.90
Vested (in dollars per unit)			152.93
Cancelled or forfeited (in dollars per unit)			170.84
Unvested at the end of the period (in dollars per unit)			$ 185.48
Performance stock units (PSUs)
Additional share-based compensation disclosures
Vesting period (in years)		3 years	3 years
Return on assets result period		3 years	3 years	3 years
Changes
Granted (in shares)		84,129
Performance stock units (PSUs) | Maximum
Stock Based Compensation
Share of Common Stock		2	2	2
All stock-based compensation plans
Common Stock and Additional Paid-In (in Shares)
Payments made to tax authorities on employees' behalf			$ 37.2	$ 17.1

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Equity - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Schedule of accumulated other comprehensive loss
Balance at the beginning of the period	$ (86.3)
Current-period change	(0.2)
Balance at the end of the period	(86.5)
Deferred tax assets in accumulated other comprehensive loss, pension liabilities	1.3	$ 1.3
Foreign Currency Translation (Loss) Gain
Schedule of accumulated other comprehensive loss
Balance at the beginning of the period	(84.0)
Current-period change	0.6
Balance at the end of the period	(83.4)
Pension and Postretirement Benefit Plan Adjustments, Net of Tax
Schedule of accumulated other comprehensive loss
Balance at the beginning of the period	(2.3)
Current-period change	(0.8)
Balance at the end of the period	$ (3.1)

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Commitments and Contingencies (Details)	Mar. 31, 2023
Environmental Contingencies
Ownership interest in domestic subsidiaries (as a percent)	100.00%

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Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Numerator:
Net income attributable to Reliance	$ 383.1	$ 523.3
Denominator:
Weighted average shares outstanding (in shares)	58,832,000	61,833,000
Dilutive effect of stock-based awards (in shares)	702,000	951,000
Weighted average diluted shares outstanding (in shares)	59,534,000	62,784,000
Earnings per share attributable to Reliance stockholders - basic (in dollars per share)	$ 6.51	$ 8.46
Earnings per share attributable to Reliance stockholders - diluted (in dollars per share)	$ 6.43	$ 8.33
Diluted shares
Weighted average shares, respectively, for RSUs and PSUs, not included in the diluted calculation due to their anti-dilutive effect	194,304	314,042

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Subsequent Event (Details) $ in Millions	May 01, 2023 USD ($)
Subsequent events | Southern Steel
Subsequent Event
Previous annual net sales	$ 62.9